Form with which the board of directors of a corporation records the contents of its first meeting.
Form with which the board of directors of a corporation records the contents of its first meeting.
What to include Meeting date, time and location. Names of the committee or other group holding the meeting, the Chair and Secretary. List of those present, including guests in attendance, and any recorded regrets/absences. A record of formal motions and outcomes.
What information do board meeting minutes contain? Meeting date, time and location. Type of meeting. Names and titles of attendees and guests. Any absent board directors. Quorum. Notes about directors who left early or re-entered the meeting. Board approvals, resolutions and acceptance of reports. Overview of discussions.
What Should Not be Included in Meeting Minutes? Personal opinions and comments. Excessive detail. Tangential conversations. Verbal exchanges or arguments. Unconfirmed information. Confidential or sensitive information. Off-the-record remarks. Meeting details.
Robert's Rules (Section -16) state that “the minutes should contain mainly a record of what was done at the meeting, not what was said by the members.” Minutes are not transcripts of meetings; rather, the document contains a record of actions taken by the body, organized by the meeting's order of business (agenda).
Personal remarks don't belong. It is a big mistake to include personal opinions in the minutes. The writer must not editorialize, and members' personal remarks should not be included.
The minutes are a factual record of business. Do not include: Opinions or judgments: Leave out statements like "a well done report" or "a heated discussion." Criticism or accolades: Criticism of members, good or bad, should not be included unless it takes the form of an official motion.
The minutes should include the point that was discussed and the decision that was reached. Avoid making personal observations or opinions. Don't make your own comments. Stick to just the facts.
Approve the minutes: Once corrections are complete, the chair asks for a motion to approve the minutes. One member makes the motion, a second member approves it, and the chair calls for a vote. The approval of meeting minutes goes through with a majority vote.
Board minutes often contain information that is subject to the attorney-client privilege and that directors may prefer to keep confidential. However, most jurisdictions allow stockholders to inspect corporate books and records, including board minutes.
If meeting minutes are not approved, they are considered to be in draft form. This means the information recorded in the minutes is not official and may be subject to changes or corrections.